Missouri Business Sale: Asset, Equity, or Member Buyout

A Missouri business sale can be an asset sale, equity sale, or member buyout. See how each choice changes taxes, liability, and 2025 capital gains.
Buying a Business in New York: Find the Landmines First

Buying a business in New York can saddle you with the seller’s unpaid taxes. Master the bulk sale rule and 7 landmines to check before you wire funds.
Working Capital Adjustments: How the M&A True-Up Really Works

Working capital adjustment clauses quietly move six figures in M&A deals. Learn how the peg works, five traps sellers miss, and how to negotiate yours.
Corporate Concept: Due Diligence Reprices the Deal

Due diligence is not a pass-fail audit – it reprices the deal. How buyers turn findings into price cuts, escrows, and walk-away rights.
Asset Sale or Equity Sale: How to Choose the Right Deal

Asset sale or equity sale? The choice drives your taxes, liability, and which contracts transfer. Learn the 7 differences that decide your deal structure.
Business Letter of Intent: 6 Critical Deal Terms

A business letter of intent feels casual but sells your leverage. Learn which LOI terms actually bind you, the exclusivity trap, and why price isn’t the price.
Autonomous AI Liability: What Claude Fable 5 Means for Business Contracts

Anthropic’s Claude Fable 5 ships with hidden guardrails — silently downgrading some prompts mid-session. Combined with 9-hour autonomous agent runs, here’s what autonomous AI liability means for your vendor contracts, M&A, and compliance.
Earnout Dispute Victory: Powerful $811M J&J Lesson

When Johnson & Johnson bought Auris Health for $3.4 billion in 2019, both sides believed they had written a clean deal. Seven years later, an earnout dispute between J&J and the former Auris shareholders has produced the largest damages award ever entered in a post-closing milestone fight — roughly $811 million — and a brand-new […]
Buy-Sell Agreement Lawyer: Protecting Your Business Partnership

A buy-sell agreement lawyer protects your business from the unexpected. A buy-sell agreement is the most important document that business partners never think about — until they need it. These agreements establish what happens to an owner’s interest when a triggering event occurs: death, disability, divorce, retirement, or a dispute that makes continued co-ownership impossible. […]
Differences in Purchase Agreements: MIPAs and APAs

Understanding purchase agreements MIPA APA differences is essential for any business transaction. When acquiring a business, the choice between a membership interest purchase agreement (MIPA) and an asset purchase agreement (APA) shapes every aspect of the transaction — from tax consequences to liability exposure to how the deal is documented. Choosing the wrong structure can […]